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DOCUMENT TITLE:  INDENTURE .
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Clause Heading
Section 2.1 - Amount of Securities; Issuable in Series.
Section 2.2 - Form and Dating.
Section 2.3 - Execution and Authentication.
Section 2.4 - Registrar and Paying Agent.
Section 2.5 - Paying Agent To Hold Money in Trust.
Section 2.6 - Securityholder Lists.
Section 2.7 - Replacement Securities.
Section 2.8 - Outstanding Securities.
Section 2.9 - Temporary Securities.
Section 2.10 - Cancellation.
Section 2.11 - Defaulted Interest.
Section 2.12 - CUSIP Numbers.
Section 3.1 - Satisfaction and Discharge of Indenture.
Section 3.2 - Application of Trust Money.
Section 4.1 - Events of Default.
Section 4.2 - Acceleration of Maturity; Rescission and Annulment.
Section 4.3 - Collection of Indebtedness and Suits for Enforcement by Trustee.
Section 4.4 - Trustee May File Proofs of Claim.
Section 4.5 - Trustee May Enforce Claims Without Possession of Securities.
Section 4.6 - Application of Money Collected.
Section 4.7 - Limitation on Suits.
Section 4.8 - Unconditional Right of Holders to Receive Principal, Premium and Interest.
Section 4.9 - Restoration of Rights and Remedies.
Section 4.10 - Rights and Remedies Cumulative.
Section 4.11 - Delay or Omission Not Waiver.
Section 4.12 - Control by Holders.
Section 4.13 - Waiver of Past Defaults.
Section 4.14 - Waiver of Stay, Extension or Usury Laws.
Section 4.15 - Undertaking of Costs.
Section 5.1 - Duties of Trustee.
Section 5.4 - May Hold Securities.
Section 5.5 - Money Held in Trust.
Section 5.2 - Certain Rights of Trustee.
Section 5.3 - Trustee Not Responsible for Recitals or Issuance of Securities.
Section 5.6 - Compensation and Reimbursement.
Section 5.7 - Corporate Trustee Required; Eligibility.
Section 5.8 - Conflicting Interests.
Section 5.9 - Resignation and Removal; Appointment of Successor.
(d) - If at any time:
Section 5.10 - Acceptance of Appointment by Successor.
Section 5.11 - Merger, Conversion, Consolidation or Succession to Business.
Section 5.12 - Preferential Collection of Claims Against Company.
Section 5.13 - Notice of Defaults.
Section 6.1 - Holders Lists; Holder Communications; Disclosure Respecting Holders.
Section 6.2 - Reports by Trustee.
Section 6.3 - Reports by Company.
ARTICLE VII - CONSOLIDATION, MERGER, CONVEYANCE, TRANSFER OR LEASE
Section 7.2 - Successor Substituted.
Section 8.6 - References in Securities to Supplemental Indentures.
Section 8.7 - Notice of Supplemental Indentures.
Section 8.1 - Supplemental Indentures Without Consent of Holders.
Section 8.2 - Supplemental Indentures with Consent of Holders.
Section 8.3 - Execution of Supplemental Indentures.
Section 8.4 - Effects of Supplemental Indentures.
Section 8.5 - Conformity with Trust Indenture Act.
Section 9.1 - Payment of Principal, Premium, if any, and Interest.
Section 9.2 - Maintenance of Office or Agency.
Section 9.4 - Corporate Existence.
Section 9.3 - Money for Security Payments to Be Held in Trust.
Section 9.5 - Statement by Officers as to Default.
Section 9.6 - Waiver of Certain Covenants.
Section 9.7 - Additional Amounts.
Section 10.1 - Notice to Trustee.
Section 10.2 - Selection by Trustee of Securities to Be Redeemed.
Section 10.3 - Notice of Redemption.
Section 10.4 - Deposit of Redemption Price.
Section 10.5 - Securities Payable on Redemption Date.
Section 10.6 - Securities Redeemed in Part.
Section 11.1 - Companys Option to Effect Defeasance of Covenant Defeasance.
Section 11.2 - Defeasance and Discharge.
Section 11.3 - Covenant Defeasance.
Section 11.4 - Conditions to Defeasance or Covenant Defeasance.
Section 11.6 - Reinstatement.
Section 12.1 - Unconditional Guarantee.
Section 12.3 - Release of Subsidiary Guarantors.
Section 12.4 - Limitation of Subsidiary Guarantors Liability.
Section 12.5 - Contribution.
Section 12.6 - Subordination of Subsidiary Guarantees.
Section 12.7 - Severability.
Section 13.1 - Compliance Certificates and Opinions.
Section 13.2 - Form of Documents Delivered to Trustee.
Section 13.4 - Notices, etc.
Section 13.3 - Acts of Holders.
Section 13.5 - Notice to Holders; Waiver.
Section 13.6 - Effect of Headings and Table of Contents.
Section 13.7 - Successors and Assigns.
Section 13.8 - Severability.
Section 13.9 - Benefits of Indenture.
Section 13.10 - Governing Law; Trust Indenture Act Controls.
Section 13.11 - Legal Holidays.
Section 13.12 - No Recourse Against Others.
Section 13.13 - Duplicate Originals.
Section 13.14 - No Adverse Interpretation of Other Agreements.
Section 13.15 - Force Majeure.
Section 13.16 - Waiver of Jury Trial.
Section 14.1 - Securities Subordinated to Senior Indebtedness.
Section 14.2 - Distribution on Dissolution, Liquidation and Reorganization; Subrogation of Securities.
Section 14.3 - Payments of Securities Permitted.
Section 14.4 - Authorization of Holders of Securities to Trustee to Effect Subordination.
Section 14.5 - Notices to Trustee.
Section 14.6 - Trustee as Holder of Senior Indebtedness.
Section 14.7 - Modification of Terms of Senior Indebtedness.
1 - Definitions.
(a) - Global Securities.
(b) - Book-Entry Provisions.
(c) - Certificated Securities.
2.2 - Authentication.
(a) - Transfer and Exchange of Certificated Securities.
(b) - Restrictions on Transfer of a Certificated Security for a Beneficial Interest in a Global Security.
1 - Interest.
(c) - Transfer and Exchange of Global Securities.
(d) - Cancellation or Adjustment of Global Security.
(e) - Obligations with Respect to Transfers and Exchanges of Securities.
(f) - No Obligation of the Trustee.
2.4 - Certificated Securities.
2 - Method of Payment.
3 - Paying Agent and Registrar.
4 - Indenture.
8 - Denominations; Transfer; Exchange.
9 - Persons Deemed Owners.
10 - Unclaimed Money.
11 - Discharge and Defeasance.
12 - Amendment, Waiver.
13 - Defaults and Remedies.
14 - Trustee Dealings with the Company.
15 - No Recourse Against Others.
16 - Authentication.
17 - Abbreviations.
18 - Governing Law.
19 - CUSIP Numbers.